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RLJ Lodging Trust Announces Pricing of Senior Secured Notes Offering

BETHESDA, Md.–(BUSINESS WIRE)–
RLJ Lodging Trust (the “Company”) (NYSE: RLJ) announced today that its operating partnership, RLJ Lodging Trust, L.P. (the “Operating Partnership”), priced its offering of $500 million aggregate principal amount of 4.000% senior secured notes due 2029 (the “Notes”) at a price equal to 100.000% of face value. The Notes will pay interest semi-annually in arrears, at a rate of 4.000% per year, and will mature on September 15, 2029. The Notes will be guaranteed by the Company and certain subsidiaries of the Operating Partnership that guarantee the Company’s senior credit facilities. The Notes will be secured, subject to permitted liens, by a first priority security interest in all of the equity interests owned by the Operating Partnership and certain subsidiaries of the Operating Partnership, which collateral also secures the obligations under the Company’s existing credit agreements on a first priority basis.

The Company intends to use the net proceeds of the offering to redeem all of the outstanding 6.000% senior notes due 2025 of its subsidiary, FelCor Lodging Limited Partnership, as well as pay any redemption premium, unpaid interest, costs and expenses related thereto. The Operating Partnership anticipates that consummation of the offering will occur on September 13, 2021, subject to customary closing conditions.

The Notes and the related guarantees have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities laws. The Notes may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. The Notes will be offered only to persons reasonably believed to be “qualified institutional buyers” in reliance on the exemption from registration provided by Rule 144A under the Securities Act and to certain non-U.S. persons in offshore transactions in reliance on Regulation S under the Securities Act.

This press release is being issued pursuant to and in accordance with Rule 135c under the Securities Act, and it is neither an offer to sell nor a solicitation of an offer to buy any securities and shall not constitute an offer to sell or a solicitation of an offer to buy, or a sale of, the Notes or any other securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

Forward-Looking Statements

This information contains certain statements, other than purely historical information, including estimates, projections, statements relating to the Company’s business plans, objectives and expected operating results, measures being taken in response to the COVID-19 pandemic, and the impact of the COVID-19 pandemic on our business, and the assumptions upon which those statements are based, that are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements generally are identified by the use of the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “plan,” “may,” “will,” “will continue,” “intend,” “should,” or similar expressions. Although the Company believes that the expectations reflected in such forward-looking statements are based upon reasonable assumptions, beliefs and expectations, such forward-looking statements are not predictions of future events or guarantees of future performance and the Company’s actual results could differ materially from those set forth in the forward-looking statements. Some factors that might cause such a difference include the following: the current global economic uncertainty and a worsening of global economic conditions or low levels of economic growth; the duration and scope of the COVID-19 pandemic and its impact on the demand for travel and on levels of consumer confidence; actions governments, businesses and individuals take in response to the pandemic, including limiting or banning travel; the impact of the pandemic on global and regional economies, travel, and economic activity; the speed and effectiveness of vaccine and treatment developments and their deployment, including public adoption rates of COVID-19 vaccines and their effectiveness against emerging variants of COVID-19, such as the Delta variant; the pace of recovery when the COVID-19 pandemic subsides; the effects of steps we and our third party management partners take to reduce operating costs; increased direct competition, changes in government regulations or accounting rules; changes in local, national and global real estate conditions; declines in the lodging industry, including as a result of the COVID-19 pandemic; seasonality of the lodging industry; risks related to natural disasters, such as earthquakes and hurricanes; hostilities, including future terrorist attacks or fear of hostilities that affect travel and epidemics and/or pandemics, including COVID-19; the Company’s ability to obtain lines of credit or permanent financing on satisfactory terms; changes in interest rates; access to capital through offerings of the Company’s common and preferred shares of beneficial interest, or debt; the Company’s ability to identify suitable acquisitions; the Company’s ability to close on identified acquisitions and integrate those businesses; and inaccuracies of the Company’s accounting estimates. Moreover, investors are cautioned to interpret many of the risks identified under the section entitled “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 as being heightened as a result of the ongoing and numerous adverse impacts of the COVID-19 pandemic. Given these uncertainties, undue reliance should not be placed on such statements. Except as required by law, the Company undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise. The Company cautions investors not to place undue reliance on these forward looking statements and urges investors to carefully review the disclosures the Company makes concerning risks and uncertainties in the sections entitled “Risk Factors,” “Forward-Looking Statements,” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 and Quarterly Report on Form 10-Q for the quarter ended June 30, 2021, as well as risks, uncertainties and other factors discussed in other documents filed by the Company with the Securities and Exchange Commission.

For additional information or to receive press releases via email, please visit our website: http://www.rljlodgingtrust.com

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Sean M. Mahoney, Executive Vice President and Chief Financial Officer – (301) 280-7774

KEYWORDS: United States North America Maryland

INDUSTRY KEYWORDS: Professional Services Finance

MEDIA:

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AM Best Revises Issuer Credit Rating Outlook to Negative for Genworth Life and Annuity Insurance Company; Affirms Credit Ratings of Genworth Financial, Inc. and Its U.S. Life Subsidiaries

OLDWICK, N.J.–(BUSINESS WIRE)–AM Best has revised the outlook to negative from stable for the Long-Term Issuer Credit Rating (Long-Term ICR) and affirmed the Financial Strength Rating (FSR) of B (Fair) and the Long-Term ICR of “bb+” (Fair) of Genworth Life and Annuity Insurance Company (GLAIC) (Richmond, VA). The outlook of the FSR is stable. Concurrently, AM Best has affirmed the FSR of C++ (Marginal) and the Long-Term ICRs of “b” (Marginal) of Genworth Life Insurance Company (GLIC) (Wilmington, DE) and Genworth Life Insurance Company of New York (GLICNY) (New York, NY). Additionally, AM Best has affirmed the Long-Term ICRs of “b” (Marginal) of Genworth Financial, Inc. (Genworth) [NYSE: GNW] and Genworth Holdings, Inc. (both domiciled in Delaware), as well as their Long-Term Issue Credit Ratings (Long-Term IR). The outlook of these Credit Ratings (ratings) is stable.

The ratings of GLAIC reflect its balance sheet strength, which AM Best assesses as adequate, as well as its weak operating performance, limited business profile and appropriate enterprise risk management (ERM).

The ratings of GLAIC also reflect its adequate balance sheet strength, including the level and quality of capital, and the quality of its asset portfolio. The revision of the Long-Term ICR outlook to negative reflects pressure on the company’s risk-adjusted capitalization in recent years, as well as increased losses over this period. Absolute and risk-adjusted capital, as measured by Best’s Capital Adequacy Ratio (BCAR), decreased in 2020, mainly driven by revised interest rate assumptions within the universal life with secondary guarantee block. Results for 2020 were negative with a $182 million statutory loss driven by changes in reserves in the universal life with secondary guarantee block as well as higher mortality due to the COVID-19 pandemic. GLAIC calculated its risk-based capital (RBC) level at 424% at the end of 2020; it has been in the 400% – 450% range for the past four years.

The ratings of GLIC and GLICNY reflect the group’s balance sheet strength, which AM Best categorizes as weak, as well as its weak operating performance, limited business profile and appropriate ERM.

The ratings of GLIC and GLICNY reflect AM Best’s view of their balance sheet strength and operating performance. Risk-adjusted capitalization, as measured by BCAR and other capital metrics, is low, in line with 2019. A strong offsetting factor is management’s focused strategy of garnering actuarially supported premium rate increases on in-force, long-term care policies. Management identified the need for these increases several years ago, took corrective action and has achieved meaningful results. GNW has demonstrated success at achieving premium rate increases in the past. The impact and timing of the approval and receipt of those rate increases remain uncertain. GLIC calculated its RBC level at 229% at the end of 2020, an increase from the prior-year RBC score of 213%, while GLICNY’s RBC deteriorated to 200% from 291% in 2019.

The rating affirmations of the two holding companies, Genworth and Genworth Holdings, Inc., as well as their associated debt, reflect the ongoing challenges the operating companies face, their debt obligations and secured promissory note to settle a recent dispute. Genworth has shown financial flexibility navigating through those complications, including the sale of Genworth’s stake in Genworth MI Canada, Inc. in 2019 and a potential 19.9% initial public offering of Enact, the U.S. mortgage insurance business. More recently, the company sold its interest in Genworth Mortgage Insurance Australia Limited for total proceeds of $370 million. This has alleviated pressure on a September 2021 maturity that was retired in early July, as well as AXA liabilities. Earlier this year, the company announced the termination of the merger agreement with China Oceanwide Holdings Group Co. Ltd.

The following Long-Term IRs have been affirmed with a stable outlook:

Genworth Holdings, Inc. (guaranteed by Genworth Financial, Inc.)—

— “b” (Marginal) on $750 million 7.625% senior unsecured notes, due 2021

— “b” (Marginal) on $400 million 4.9% senior unsecured notes, due 2023

— “b” (Marginal) on $400 million 4.8% senior unsecured notes, due 2024

— “b” (Marginal) on $300 million 6.50% senior unsecured notes, due 2034

— “ccc+” (Weak) on $600 million fixed/floating rate junior subordinated notes, due 2066

The following indicative Long-Term IRs on securities available under the universal shelf registration have been affirmed with a stable outlook:

Genworth Financial, Inc.—

—“b” (Marginal) on senior unsecured debt

—“b-” (Marginal) on subordinated debt

—“ccc+” (Weak) on preferred stock

Genworth Holdings, Inc.—

— “b” (Marginal) on senior unsecured debt

— “b-” (Marginal) on subordinated debt

— “ccc+” (Weak) on preferred stock

This press release relates to Credit Ratings that have been published on AM Best’s website. For all rating information relating to the release and pertinent disclosures, including details of the office responsible for issuing each of the individual ratings referenced in this release, please see AM Best’s Recent Rating Activity web page. For additional information regarding the use and limitations of Credit Rating opinions, please view Guide to Best’s Credit Ratings. For information on the proper use of Best’s Credit Ratings, Best’s Preliminary Credit Assessments and AM Best press releases, please view Guide to Proper Use of Best’s Ratings & Assessments.

AM Best is a global credit rating agency, news publisher and data analytics provider specializing in the insurance industry. Headquartered in the United States, the company does business in over 100 countries with regional offices in London, Amsterdam, Dubai, Hong Kong, Singapore and Mexico City. For more information, visit www.ambest.com.

Copyright © 2021 by A.M. Best Rating Services, Inc. and/or its affiliates. ALL RIGHTS RESERVED.

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Bruno Caron

Associate Director

+1 908 439 2200, ext. 5144

[email protected]

Michael Porcelli

Director

+1 908 439 2200, ext. 5548

[email protected]

Christopher Sharkey

Manager, Public Relations

+1 908 439 2200, ext. 5159

[email protected]

Jim Peavy

Director, Communications

+1 908 439 2200, ext. 5644

[email protected]

KEYWORDS: Europe United States North America New Jersey

INDUSTRY KEYWORDS: Insurance Professional Services

MEDIA:

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Insight Select Income Fund Declares Quarterly Dividend

NEW YORK–(BUSINESS WIRE)–Dividend Declaration

The Insight Select Income Fund (INSI) (the “Fund”) today declared a quarterly dividend of $0.20 on September 9, 2021. The total distribution of $0.20 will be payable on October 27, 2021, to shareholders of record at the close of business on October 13, 2021, with an ex-dividend date of October 12, 2021.

The Fund’s last four quarterly dividend payments from ordinary income equates to approximately $0.80 per share.

The Fund is a diversified closed-end management investment company whose investment objective is to seek a high rate of return, primarily from interest income and trading activity, from a portfolio principally consisting of debt securities. The Fund will also seek capital appreciation principally by purchasing debt securities at prices that the Adviser believes are below their intrinsic value. The Fund will also look to benefit from trading securities to optimize the risk adjusted yields in the Fund. Insight North America LLC, the Fund’s investment adviser, provides fixed income asset management to a variety of institutional clients including corporations, governmental entities, employee benefit plans, private funds and registered investment companies.

This press release is not for tax reporting purposes but is being provided to announce the amount of the Fund’s distribution that have been declared by the Board of Trustees. A portion of the Fund’s current distribution may include sources other than net investment income, including a return of capital. Investors should understand that a return of capital is not a distribution from income or gains of a Fund. As required under the Investment Company Act of 1940, as amended, a notice with the estimated components of the distribution will be sent to shareholders at the time of payment if it does not consist solely of net investment income. The notice should not be used to prepare tax returns as the estimates indicated in the notice may differ from the ultimate federal income tax characterization of distributions. After the end of each calendar year, investors will be sent a Form 1099-DIV informing them how to report distributions received during that year for federal income tax purposes.

Statements in this press release that are not historical facts are forward-looking statements as defined by the United States securities laws. You should exercise caution in interpreting and relying on forward-looking statements because they are subject to uncertainties and other factors which are, in some cases, beyond the Fund’s control and could cause actual results to differ materially from those set forth in the forward-looking statements.

An investor should consider a Fund’s investment objectives, risks, charges and expenses carefully before investing.

View source version on businesswire.com: https://www.businesswire.com/news/home/20210909006127/en/

Vested

Eric Hazard

917-765-8720

[email protected]

KEYWORDS: United States North America New York

INDUSTRY KEYWORDS: Banking Professional Services Finance

MEDIA:

Posted on September 9, 2021 5:07 pm

Sands China Announces Pricing of $1.95 Billion of Senior Unsecured Notes

PR Newswire

LAS VEGAS, Sept. 9, 2021 /PRNewswire/ — Las Vegas Sands Corp. (NYSE: LVS) today announced that its majority-owned subsidiary, Sands China Ltd. (“Sands China”), has priced $700 million of 2.300% senior notes due 2027, $650 million of 2.850% senior notes due 2029 and $600 million of 3.250% senior notes due 2031. The offering is expected to close on September 23, 2021, subject to customary closing conditions.

Sands China intends to use the net proceeds of approximately $1.93 billion from the offering and cash on hand to redeem in full the outstanding principal amount of its US$1.80 billion 4.600% senior notes due 2023, any accrued interest and the associated make-whole premium as determined under the related senior notes indenture dated as of August 9, 2018.

The notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any other jurisdiction, and are being offered and sold only to professional investors (as defined in Chapter 37 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (“Hong Kong Listing Rules”) that are qualified institutional buyers (in reliance on Rule 144A under the Securities Act) and/or non-U.S. Persons outside the United States (in reliance on Regulation S under the Securities Act)). None of the notes are being offered or sold to the public in Hong Kong and none of the notes will be placed to any connected person (as defined in the Hong Kong Listing Rules) of Sands China.

This press release shall not constitute an offer to sell, or the solicitation of an offer to buy, any securities, nor shall there be any sales of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

Sands China proposes to seek a listing of the notes on the Hong Kong Stock Exchange and has received an eligibility letter from the Hong Kong Stock Exchange for the listing of the notes. Admission of the notes to the Hong Kong Stock Exchange and quotation of any notes on the Hong Kong Stock Exchange is not to be taken as an indication of the merits of Sands China or the notes.

About Las Vegas Sands Corp. (NYSE: LVS)
Las Vegas Sands is the world’s preeminent developer and operator of world-class Integrated Resorts. We deliver unrivaled economic benefits to the communities in which we operate.

Sands created the meetings, incentives, convention and exhibition (MICE)-based Integrated Resort. Our industry-leading Integrated Resorts provide substantial contributions to our host communities including growth in leisure and business tourism, sustained job creation and ongoing financial opportunities for local small and medium-sized businesses.

Our properties include The Venetian Resort and Sands Expo in Las Vegas, and the iconic Marina Bay Sands in Singapore. Through majority ownership in Sands China Ltd., we have developed the largest portfolio of properties on the Cotai Strip in Macao, including The Venetian Macao, The Plaza and Four Seasons Hotel Macao, The Londoner Macao and The Parisian Macao, as well as the Sands Macao on the Macao Peninsula.

About Sands China

Sands China Ltd. (Sands China or the Company) is incorporated in the Cayman Islands with limited liability and is listed on The Stock Exchange of Hong Kong Limited (HKEx: 1928). Sands China is the largest operator of integrated resorts in Macao. The Company’s integrated resorts on the Cotai Strip comprise The Venetian® Macao, The Plaza® Macao, The Parisian Macao and The Londoner® Macao. The Company also owns and operates Sands® Macao on the Macao peninsula. The Company’s portfolio features a diversified mix of leisure and business attractions and transportation operations, including large meeting and convention facilities; a wide range of restaurants; shopping malls; world-class entertainment at the Cotai Arena, The Venetian Theatre, The Parisian Theatre, the Londoner Theatre and the Sands Theatre; and a high-speed Cotai Water Jet ferry service between Hong Kong and Macao. The Company’s Cotai Strip portfolio has the goal of contributing to Macao’s transformation into a world centre of tourism and leisure. Sands China is a subsidiary of global resort developer Las Vegas Sands Corp. (NYSE: LVS).

For more information, please visit www.sandschina.com.

Contacts:

Investment Community:
Daniel Briggs
(702) 414-1221

Media:
Ron Reese
(702) 414-3607

Cautionary Note Regarding Forward-looking Statements

This press release contains forward-looking statements. Forward-looking statements involve a number of risks, uncertainties or other factors, which may cause material differences in actual results, performance or other expectations. These factors include, but are not limited to, current market demand for these types of securities and the securities of Sands China, Sands China’s ability to consummate the offering in the currently anticipated timeframe or at all, and the negotiations between Sands China and the initial purchasers. Forward-looking statements in this press release are based on information available to Sands China and Las Vegas Sands at this time and each of Sands China and Las Vegas Sands assumes no obligation to update such information.

 

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SOURCE Las Vegas Sands Corp.

Posted on September 9, 2021 5:03 pm

Amgen to Present at the 19th Annual Morgan Stanley Global Healthcare Conference

PR Newswire

THOUSAND OAKS, Calif., Sept. 9, 2021 /PRNewswire/ — Amgen (NASDAQ:AMGN) will present at Morgan Stanley’s 19th Annual Global Healthcare Conference at 2:45 p.m. ET on Tuesday, Sept. 14, 2021. Robert A. Bradway, chairman and chief executive officer at Amgen will present at the conference. Live audio of the conference call will be broadcast over the internet simultaneously and will be available to members of the news media, investors and the general public.

The webcast, as with other selected presentations regarding developments in Amgen’s business given at certain investor and medical conferences, can be accessed on Amgen’s website, www.amgen.com, under Investors. Information regarding presentation times, webcast availability and webcast links are noted on Amgen’s Investor Relations Events Calendar. The webcast will be archived and available for replay for at least 90 days after the event.

About Amgen
 
Amgen is committed to unlocking the potential of biology for patients suffering from serious illnesses by discovering, developing, manufacturing and delivering innovative human therapeutics. This approach begins by using tools like advanced human genetics to unravel the complexities of disease and understand the fundamentals of human biology.  

Amgen focuses on areas of high unmet medical need and leverages its expertise to strive for solutions that improve health outcomes and dramatically improve people’s lives. A biotechnology pioneer since 1980, Amgen has grown to be one of the world’s leading independent biotechnology companies, has reached millions of patients around the world and is developing a pipeline of medicines with breakaway potential.  

For more information, visit www.amgen.com and follow us on www.twitter.com/amgen.  

CONTACT: Amgen, Thousand Oaks 
Megan Fox, 805-447-1423 (media)
Trish Rowland, 805-447-5631 (media)
Arvind Sood, 805-447-1060 (investors) 

 

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SOURCE Amgen

Posted on September 9, 2021 5:03 pm

Weyerhaeuser to Hold Investor Day on Sept. 22

Register for the 9:30 a.m. PT (12:30 p.m. ET) webcast

PR Newswire

SEATTLE, Sept. 9, 2021 /PRNewswire/ — As previously announced, Weyerhaeuser Company (NYSE: WY) will hold a virtual investor day on Wednesday, September 22. The event will begin at 9:30 a.m. Pacific and is expected to last approximately two hours.

Weyerhaeuser senior management will provide an update on the company’s strategic, capital allocation and sustainability initiatives and goals, followed by a question-and-answer session.

To register for the live video webcast, please visit https://wyinvestorday.connectid.cloud/register or the homepage of www.weyerhaeuser.com. A replay will be available following the event.

ABOUT WEYERHAEUSER

Weyerhaeuser Company, one of the world’s largest private owners of timberlands, began operations in 1900. We own or control approximately 11 million acres of timberlands in the U.S. and manage additional timberlands under long-term licenses in Canada. We manage these timberlands on a sustainable basis in compliance with internationally recognized forestry standards. We are also one of the largest manufacturers of wood products in North America. Our company is a real estate investment trust. In 2020, we generated $7.5 billion in net sales and employed approximately 9,400 people who serve customers worldwide. We are listed on the Dow Jones Sustainability North America Index. Our common stock trades on the New York Stock Exchange under the symbol WY. Learn more at www.weyerhaeuser.com.

For more information contact:

Analysts – Beth Baum, 206-539-3907
Media – Nancy Thompson, 919-861-0342

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SOURCE Weyerhaeuser Company

Posted on September 9, 2021 5:03 pm

Smartsheet to Participate at Citi’s 2021 Global Technology Virtual Conference

Smartsheet to Participate at Citi’s 2021 Global Technology Virtual Conference

BELLEVUE, Wash.–(BUSINESS WIRE)–
Smartsheet Inc. (NYSE: SMAR), the enterprise platform for dynamic work, today announced that its President & Chief Executive Officer, Mark Mader, is scheduled to present at Citi’s 2021 Global Technology Virtual Conference on Monday, September 13, 2021 at 11:20 a.m. Eastern Time.

A live webcast of the presentation will be accessible on Smartsheet’s investor website https://investors.smartsheet.com. A replay of the presentation will be available on the website following the completion of the event.

About Smartsheet

Smartsheet (NYSE:SMAR) is the enterprise platform for dynamic work. By aligning people and technology so organizations can move faster and drive innovation, Smartsheet enables its millions of users to achieve more. Visit www.smartsheet.com to learn more.

View source version on businesswire.com: https://www.businesswire.com/news/home/20210909006123/en/

Smartsheet

Investor Relations Contact:

Aaron Turner

[email protected]

Media Contact:

Chrissy Vaughn

[email protected]

KEYWORDS: United States North America Washington

INDUSTRY KEYWORDS: Software Technology Data Management

MEDIA:

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NFE and Hydro Finalize Definitive Commercial Terms for Natural Gas Supply to the Alunorte Alumina Refinery in the State of Pará, Brazil

NEW YORK–(BUSINESS WIRE)–
New Fortress Energy Inc. (NASDAQ: NFE) (“NFE”) announced today that it has executed definitive commercial terms with a subsidiary of Norsk Hydro ASA (“Hydro”) to supply natural gas to the Alunorte Alumina Refinery in Pará, Brazil for a term of 15 years.

“We are excited to partner with Hydro to transition the Alunorte refinery to a cleaner fuel and to support Hydro’s global sustainability and environmental commitment,” said Wes Edens, Chairman and CEO of New Fortress Energy. “This is a great example of how our LNG terminals can accelerate the energy transition in Brazil.”

Hydro is converting the calcination process and part of the steam generation at the Alunorte Alumina Refinery from fuel oil to natural gas. This initiative is part of Hydro’s climate strategy and its global commitment to reduce its greenhouse gas emissions by 30% by 2030. The fuel switch will reduce the refinery’s annual CO2 emissions by 600,000 tonnes.

“Alunorte is among the most energy efficient alumina refineries in the world. The fuel switch to LNG is another step to improve our operations, driving sustainability and industry best practices to lower environmental impact,” said John Thuestad, Executive Vice President for Hydro’s Bauxite & Alumina business area.

NFE expects to supply Hydro with 29.5 TBtu of natural gas annually (equivalent to approximately 1 million gallons of LNG per day) to the refinery from NFE’s Barcarena LNG receiving and regasification terminal located in the state of Pará, Brazil.

The availability of natural gas is important for the industrial development in the Pará region and enables the replacement of more carbon-intensive fuels to reduce environmental impact. The Alunorte refinery will be an important gas consumer in Pará and therefore an enabler for establishing LNG supply in the Pará state.

“Access to LNG will enable a more sustainable operation for Hydro and also give access to natural gas for other industries and consumers in the state of Pará. This is part of our commitment to support local development,” said Thuestad.

NFE’s Barcarena terminal is anticipated to be completed and ready to supply natural gas in early Q1 of 2022 and the Alunorte refinery is expected to complete the conversion to natural gas by Q1 of 2023.

The agreement is subject to the execution of definitive agreements, final build decision, and approval by Hydro.

About New Fortress Energy

New Fortress Energy is a global energy infrastructure company founded to help accelerate the world’s transition to clean energy. The company funds, builds and operates natural gas infrastructure and logistics to rapidly deliver fully integrated, turnkey energy solutions that enable economic growth, enhance environmental stewardship and transform local industries and communities.

Cautionary Language Regarding Forward-Looking Statements

This communication contains forward-looking statements. All statements contained in this communication other than historical information are forward-looking statements that involve known and unknown risks and relate to future events, our future financial performance or our projected business results. You can identify these forward-looking statements by the use of forward-looking words such as “expects,” “may,” “will,” “approximately,” “predicts,” “intends,” “plans,” “estimates,” “anticipates,” or the negative version of those words or other comparable words. Forward looking statements include: the supply of natural gas to the refinery including the location from where we will supply and the expected annual quantities and delivery dates; the date we anticipate the terminal to be completed and ready to supply natural gas; the date the refinery is expected to complete the conversion to natural gas; the expected impact on Brazil’s energy market and on the refinery’s annual emissions; and the refinery will be an important gas consumer and an enabler for establishing LNG supply in the Pará state.

These forward-looking statements represent the Company’s expectations or beliefs concerning future events, and it is possible that the results described in this press release will not be achieved. These forward-looking statements are subject to risks, uncertainties and other factors, many of which are outside of the Company’s control, that could cause actual results to differ materially from the results discussed in the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to: risks related to the approval and execution of a definitive sales and purchase agreement; the development, construction or commissioning schedule of our LNG terminal or the conversion of the refinery may be longer than we expect; the funding of the project may not be possible on the terms we expect; we will be unable to operationalize our plans for the rights and key permits to develop the terminal; and that we will not be able to provide natural gas to customers as we currently expect. These factors are not necessarily all of the important factors that could cause actual results to differ materially from those expressed in any of NFE’s forward-looking statements. Other known or unpredictable factors could also have material adverse effects on future results.

Any forward-looking statement speaks only as of the date on which it is made, and, except as required by law, the Company does not undertake any obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. New factors emerge from time to time, and it is not possible for the Company to predict all such factors. When considering these forward-looking statements, you should keep in mind the risk factors and other cautionary statements in our annual report, quarterly and other reports filed with the SEC, which could cause its actual results to differ materially from those contained in any forward-looking statement. We undertake no duty to update these forward-looking statements, even though our situation may change in the future.

View source version on businesswire.com: https://www.businesswire.com/news/home/20210909006120/en/

IR:

Joshua Kane

(516) 268-7455

[email protected]

Media:

Jake Suski

(516) 268-7403

[email protected]

KEYWORDS: New York United States South America North America Brazil

INDUSTRY KEYWORDS: Oil/Gas Energy

MEDIA:

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Vacasa Reports Record Second Quarter 2021 Results

PORTLAND, Ore.–(BUSINESS WIRE)–Vacasa, North America’s leading vacation rental management platform, today announced financial results for the second quarter ended June 30, 2021.

“Vacasa’s operating and financial results far exceeded our second quarter targets, driven by pent-up demand for leisure travel, shifting consumer preference and the unique benefits vacation rentals provide in the current environment,” said Matt Roberts, CEO of Vacasa. “These strong consumer trends have continued, and we now expect our third quarter revenue to finish well ahead of the targets we established with TPG Pace Solutions prior to our announced business combination.”

Second Quarter 2021 Highlights:

• Vacasa’s Operating and Financial Results Exceed Targets. Second quarter 2021 Gross Booking Value, Revenue, and Adjusted EBITDA all finished above the targets outlined in the Investor Presentation filed by TPG Pace Solutions Corp. (NYSE: TPGS; “TPGS”) when the planned business combination was announced on July 29, 2021.

• Strong Gross Booking Value Drives Record Revenue. Gross Booking Value reached $514 million in the second quarter, up 247% year-over-year and above the target of $478 million. As a result, Revenue reached $240 million in the second quarter, up 188% year-over-year and above the target of $220 million.

• Over 1.4 Million Nights Sold. There were more than 1.4 million Nights Sold in the second quarter compared to 449,000 in the second quarter of 2020. Not only was occupancy strong, driven by increased demand for leisure travel, but we were able to achieve that with an increase in Gross Booking Value per Night Sold to a record setting $365 during the quarter.

• Net Loss. Net loss in the second quarter was $17 million compared to $20 million in the second quarter of 2020.

• Topline Outperformance Results in Adjusted EBITDA Beat. Second quarter 2021 Adjusted EBITDA was positive $9 million compared to negative $6 million in the second quarter of 2020 and to the target of negative $7 million. The $16 million outperformance on Adjusted EBITDA relative to the target was attributable to stronger than projected Revenue.

• Third Quarter Revenue Pacing Nearly 20% Higher than Target. The favorable tailwinds that drove outperformance in the second quarter have continued into the third quarter. We are capitalizing on the ongoing surge in consumer demand by executing on our core strategy: maximizing revenue for our homeowners by achieving the optimal balance between occupancy and Gross Booking Value per Night Sold. Based on the trends we’ve seen to date, we expect third quarter revenue to be in the range of $300 million to $310 million compared to our target of $258 million. Given the continued momentum in the business, we are pulling forward some of our planned investments to the third and fourth quarter, which we expect to fund with revenue outperformance. We now expect third quarter Adjusted EBITDA to be in the range of positive $35 million to $40 million compared to our target of positive $26 million.

• Product Updates. We recently released a number of new products including the beta version of our Homeowner Mobile App, the “Add a Night” Feature to further optimize revenue and the guest experience, and the HomeCare Hub API for contractor agencies. We have a deep product roadmap and will continue to invest in engineers to improve our proprietary technology offering and, in turn, our customer experience.

“Heightened demand for vacation rentals during the second quarter resulted in strong occupancy. Simultaneously, Vacasa was able to increase Gross Booking Value per Night Sold by over 10% versus last year, maximizing rental income for our valued homeowners,” said Jamie Cohen, CFO of Vacasa. “With these favorable patterns clearly extending into the third quarter, we are finding ways to invest the overperformance back into the business to further our competitive differentiation and continue building a strong foundation for long-term growth.”

Please visit vacasa.com/investors to review the Second Quarter 2021 Shareholder Letter.

About Vacasa

Vacasa is the leading vacation rental management platform in North America, transforming the vacation rental experience by integrating purpose-built technology with expert local and national teams. Homeowners enjoy earning significant incremental income on one of their most valuable assets, delivered by the company’s unmatched technology that adjusts rates in real time to maximize revenue. Guests can relax comfortably in Vacasa’s 30,000+ homes across more than 400 destinations in North America, Belize and Costa Rica, knowing that 24/7 support is just a phone call away. In addition to enabling guests to search, discover and book its properties on Vacasa.com and the Vacasa Guest App, Vacasa provides valuable, professionally managed inventory to top channel partners, including Airbnb, Booking.com and Vrbo. In Summer 2021, Vacasa entered into an agreement to become a publicly traded company through a business combination with TPG Pace Solutions (NYSE: TPGS), a special purpose acquisition company (“SPAC”).

For more information, visit https://www.vacasa.com/press.

Condensed Consolidated Statements of Operations
(in thousands)
(unaudited)
	Three Months Ended June 30,										Six Months Ended June 30,
	2020					2021					2020						2021
Revenue	$83,336					$240,313					$196,725						$369,731
Costs and expenses:
Cost of revenue (1)	41,593					118,368					104,383						193,994
Operations and support (1)	21,074					47,065					52,474						77,401
Technology and development (1)	4,123					11,107					12,669						18,603
Sales and marketing (1)	13,572					39,174					40,287						64,714
General and administrative (1)	11,397					18,923					23,742						40,346
Depreciation	3,835					4,242					7,445						8,307
Amortization of intangible assets	4,894					12,074					9,675						16,799
Total costs and expenses	100,488					250,953					250,675						420,164
Loss from operations	(17,152		)			(10,640		)			(53,950			)			(50,433			)
Interest income	29					13					364						26
Interest expense	(1,410		)			(3,075		)			(1,629			)			(5,906			)
Other income (expense), net	(1,065		)			(3,628		)			(1,398			)			(10,349			)
Net loss before income tax	(19,598		)			(17,330		)			(56,613			)			(66,662			)
Income tax benefit (expense)	78					113					157						152
Net loss	$(19,520		)			$(17,217		)			$(56,456			)			$(66,510			)
(1) Includes equity-based compensation expense as follows:
Cost of revenue	$-					$-					$-						$-
Operations and support	–					31					–						62
Technology and development	–					156					–						322
Sales and marketing	–					415					–						654
General and administrative	690					1,556					690						1,963
Total equity-based compensation expense	$690					$2,158					$690						$3,001
Key Business Metrics
(in thousands, except GBV per Night Sold)
		Three Months Ended June 30,										Six Months Ended June 30,
		2020					2021					2020						2021
Gross booking value (“GBV”)		$148,153					$514,201					$348,790						$760,078
Nights Sold		449					1,407					1,188						2,231
GBV per Night Sold		$330					$365					$294						$341
Condensed Consolidated Balance Sheets
(in thousands)
(unaudited)
													12/31/2020							6/30/2021
Assets
Current assets:
Cash and cash equivalents													$218,484							$330,700
Restricted cash													72,528							245,900
Accounts receivable, net													10,161							38,822
Prepaid expenses and other current assets													10,191							19,336
Total current assets													311,364							634,758
Property and equipment, net													65,087							62,618
Intangibles, net													77,426							230,848
Goodwill													121,487							642,139
Other long-term assets													11,888							16,862
Total assets													$587,252							$1,587,225
Liabilities, Redeemable Convertible Preferred Units, and Members’ Deficit
Current liabilities:
Accounts payable													$15,648							$43,419
Funds payable to owners													92,707							331,346
Hospitality and sales taxes payable													20,721							67,385
Deferred revenue													49,992							169,503
Future stay credits													35,140							31,589
Accrued expenses and other current liabilities													44,022							84,502
Total current liabilities													258,230							727,744
Long-term debt, net of current portion													111,689							115,578
Other long-term liabilities													22,204							37,671
Total liabilities													392,123							880,993
Redeemable convertible preferred units													771,979							1,198,080
Members’ deficit:
Common units													–							–
Additional paid-in capital													–							575,966
Accumulated deficit													(577,091					)		(1,068,794		)
Accumulated other comprehensive income (loss)													241							980
Total members’ deficit													(576,850					)		(491,848		)
Total liabilities, redeemable convertible preferred units and members’ deficit													$587,252							$1,587,225

Condensed Consolidated Statements of Cash Flows
(in thousands)
(unaudited)
	Six Months ended June 30,
	2020			2021
Cash from operating activities:
Net loss	$(56,456	)		$(66,510	)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Bad debt expense	1,205			1,350
Depreciation	7,445			8,307
Amortization of intangible assets	9,675			16,799
Deferred income taxes	(278	)		(159	)
Other gains and losses	172			901
Fair value adjustment on warrant derivative liabilities	963			10,263
Loss on debt extinguishment	–			–
Non-cash interest expense	364			4,014
Equity-based compensation expense	690			3,001
Change in operating assets and liabilities:
Accounts receivable	4,645			(4,871	)
Prepaid expenses and other assets	7,976			(12,872	)
Accounts payable	6,111			18,079
Funds payable to owners	54,018			191,323
Hospitality and sales taxes payable	12,286			38,122
Deferred revenue and future stay credits	61,379			83,240
Accrued expenses and other liabilities	1,580			13,394
Net cash provided by (used in) operating activities	111,775			304,381
Cash from investing activities:
Purchases of property and equipment	(1,074	)		(2,152	)
Proceeds from sale of property and equipment	–			–
Cash paid for internally developed software	(5,391	)		(2,654	)
Cash paid for business combinations, net of cash acquired	(1,959	)		(6,870	)
Other investing activities	–			–
Net cash used in investing activities	(8,424	)		(11,676	)
Cash from financing activities:
Cash paid for business combinations	(6,163	)		(6,947	)
Proceeds from issuance of long-term debt	115,931			–
Payments on long term debt	(10,127	)		(125	)
Proceeds from issuance of preferred units, net of issuance costs	–			–
Other financing activities	(143	)		(104	)
Net cash provided by (used in) financing activities	99,498			(7,176	)
Effect of exchange rate fluctuations on cash, cash equivalents, and restricted cash	(333	)		59
Net increase in cash, cash equivalents and restricted cash	202,516			285,588
Cash, cash equivalents and restricted cash, beginning of period	209,489			291,012
Cash, cash equivalents and restricted cash, end of period	$412,005			$576,600

Adjusted EBITDA Reconciliation
(in thousands)
(unaudited)
	Three Months Ended June 30,						Six Months Ended June 30,
	2020			2021			2020			2021
Net Loss	$(19,520	)		$(17,217	)		$(56,456	)		$(66,510	)
Add back:
Depreciation and amortization of intangible assets	8,729			16,316			17,120			25,106
Interest income	(29	)		(13	)		(364	)		(26	)
Interest expense	1,410			3,075			1,629			5,906
Other income (expense), net	1,065			3,628			1,398			10,349
Income tax benefit (expense)	(78	)		(113	)		(157	)		(152	)
Equity-based compensation	690			2,158			690			3,001
Business combination costs(1)	–			1,322			–			7,514
Restructuring costs(2)	1,315			–			4,962			250
Adjusted EBITDA	$(6,418	)		$9,156			$(31,178	)		$(14,562	)
(1) Represents third party costs associated with the strategic acquisition of TurnKey and third party costs associated with our merger with TPG Pace Solutions Corp.
(2) Represents costs associated with an internal reorganization and workforce reductions in response to the COVID-19 pandemic and costs associated with the wind-down of a significant portion of our international operations.

Additional Information and Where to Find It

This press release is being made in connection with a proposed business combination involving Vacasa and TPGS. In connection with the proposed transaction, Vacasa, Inc. (“NewCo”) has filed with the SEC a registration statement on Form S-4 that includes a preliminary proxy statement for the shareholders of TPGS, which also constitutes a preliminary prospectus of NewCo. TPGS urges investors, shareholders and other interested persons to read the preliminary proxy statement/prospectus as well as other documents filed with the SEC (including, when available, the definitive proxy statement/prospectus) because these documents will contain important information about TPGS, Vacasa, NewCo and the business combination. After the registration statement is declared effective, the definitive proxy statement/prospectus to be included in the registration statement will be mailed to shareholders of TPGS as of a record date to be established for voting on the proposed business combination. Shareholders will also be able to obtain a copy of the proxy statement/prospectus, without charge, by directing a request to: TPG Pace Solutions, 301 Commerce St., Suite 3300, Fort Worth, TX 76102. The preliminary proxy statement/prospectus and, once available, the definitive proxy statement/prospectus, can also be obtained, without charge, at the SEC’s website (www.sec.gov).

Participants in Solicitation

TPGS, NewCo, Vacasa and their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from the shareholders of TPGS in connection with the proposed business combination. Investors and security holders may obtain more detailed information regarding the names, affiliations and interests of certain of TPGS’s executive officers and directors in the solicitation by reading TPGS’s initial public offering prospectus, which was filed with the SEC on April 9, 2021, and the proxy statement/prospectus and other relevant materials filed with the SEC in connection with the business combination when they become available. Other information concerning the interests of participants in the solicitation, which may, in some cases, be different than those of their shareholders generally, is set forth in the proxy statement/prospectus relating to the business combination. Shareholders, potential investors and other interested persons should read the preliminary proxy statement/prospectus and, once available, the definitive proxy statement/prospectus, carefully before making any voting or investment decisions. Copies of these documents may be obtained for free from the sources indicated above.

Forward-Looking Statements

Certain statements made in this press release are “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “anticipate”, “believe”, “expect”, “estimate”, “plan”, “outlook”, and “project” and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements reflect the current analysis of existing information and are subject to various risks and uncertainties. As a result, caution must be exercised in relying on forward-looking statements. Due to known and unknown risks, actual results may differ materially from TPGS’s or Vacasa’s expectations or projections. The following factors, among others, could cause actual results to differ materially from those described in these forward-looking statements: (i) the occurrence of any event, change or other circumstances that could give rise to the termination of the definitive agreement for the business combination between TPGS and Vacasa (the “Business Combination Agreement”); (ii) the ability of the combined company to meet listing standards following the transaction and in connection with the consummation thereof; (iii) the inability to complete the transactions contemplated by the Business Combination Agreement due to the failure to obtain approval of the shareholders of TPGS or other reasons; (iv) the failure to meet the minimum cash requirements of the Business Combination Agreement due to TPGS shareholders redemptions and one or more defaults by the investors in the private placement that is being undertaken in connection with the business combination, and failing to obtain replacement financing; (v) costs related to the proposed transaction; (vi) changes in applicable laws or regulations; (vii) the ability of the combined company to meet its financial and strategic goals, due to, among other things, competition, the ability of the combined company to pursue a growth strategy and manage growth profitability; (viii) the possibility that the combined company may be adversely affected by other economic, business, and/or competitive factors; (ix) the continuing or new effects of the COVID-19 pandemic on TPGS and Vacasa and their ability to consummate the transaction; and (x) other risks and uncertainties described herein, as well as those risks and uncertainties discussed from time to time in other reports and other public filings with the SEC by TPGS and NewCo.

Additional information concerning these and other factors that may impact TPGS’s and Vacasa’s expectations and projections can be found in TPGS’s periodic filings with the SEC, in the preliminary proxy statement/prospectus included in the registration statement on Form S-4 filed with the SEC by NewCo., and in the definitive proxy statement/prospectus when available. TPGS’s and NewCo’s SEC filings are available publicly on the SEC’s website at www.sec.gov.

The foregoing list of factors is not exclusive. Readers are cautioned not to place undue reliance upon any forward-looking statements, which speak only as of the date made. Neither TPGS nor Vacasa undertakes or accepts any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based, subject to applicable law.

No Offer or Solicitation

This press release does not constitute a solicitation of a proxy, consent or authorization with respect to any securities or in respect of the proposed business combination. This press release also does not constitute an offer to sell or the solicitation of an offer to buy securities, nor will there be any sale of securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities will be made except by means of a prospectus meeting the requirements of Securities Act of 1933, as amended, or an exemption therefrom.

No Assurances

There can be no assurance that the transactions described herein will be completed, nor can there be any assurance, if such transactions are completed, that the potential benefits of combining the companies will be realized. The description of the transactions contained herein is only a summary and is qualified in its entirety by reference to the definitive agreements relating to the transactions, copies of which have been filed as exhibits to the Current Report on Form 8-K filed by TPGS with the SEC on August 3, 2021.

Use of Non-GAAP Financial Measures

This press release includes Adjusted EBITDA, which is a financial measure that is not defined by or presented in accordance with accounting principles generally accepted in the United States (“GAAP”). Because it excludes items we do not believe to be indicative of our core operating performance, we believe Adjusted EBITDA provides useful information to analysts and investors in understanding and evaluating our results of operations, is frequently used by these parties in evaluating companies in our industry, and provides a useful measure for period-to-period comparisons of our business performance. Moreover, Adjusted EBITDA is a key measurement used by our management internally to make operating decisions, including those related to analyzing operating expenses, evaluating performance, and performing strategic planning and annual budgeting.

However, Adjusted EBITDA has a number of significant limitations as an analytical tool, and other companies in our industry may calculate this measure differently than we do, thereby further limiting its usefulness as a comparative measure. Because of its limitations, Adjusted EBITDA should be considered as supplemental in nature only, and should not be viewed as a substitute for net loss or any other financial information prepared in accordance with GAAP.

From time to time when presenting forward-looking non-GAAP metrics, we are unable to provide quantitative reconciliations to the most closely correlated GAAP measure due to the uncertainty in the timing, amount or nature of any adjustments, which could be material in any period.

View source version on businesswire.com: https://www.businesswire.com/news/home/20210909006118/en/

Ryan Domyancic

[email protected]

KEYWORDS: United States North America Oregon

INDUSTRY KEYWORDS: Lodging Travel Vacation

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